v3.26.1
FAIR VALUE MEASUREMENTS (Tables)
3 Months Ended
Mar. 31, 2026
Fair Value Disclosures [Abstract]  
Schedule of Fair Values of our Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
As of March 31, 2026 and December 31, 2025, the fair values of the Company’s financial assets and liabilities measured at fair value on a recurring basis are categorized as follows:
TotalLevel 1Level 2Level 3
(In thousands)
As of March 31, 2026
Liabilities subject to fair value measurement:    
Employment Agreement Award(a)
$7,005 $— $— $7,005 
Mezzanine equity subject to fair value measurement:    
Redeemable non-controlling interests(b)
$— $— $— $— 
As of December 31, 2025    
Liabilities subject to fair value measurement:    
Employment Agreement Award(a)
$7,099 $— $— $7,099 
Mezzanine equity subject to fair value measurement:    
Redeemable non-controlling interests(b)
$2,631 $— $— $2,631 

(a) On April 3, 2024, the Company entered into an employment agreement (“2024 Employment Agreement”) with Alfred C. Liggins, III, President and Chief Executive Officer (“CEO”) pursuant to which he is eligible to receive an award (the “Employment Agreement Award”) amount equal to approximately 4.2% of any proceeds from distributions or other liquidity events in excess of the return of the Company’s aggregate investment in Cable Television. The Company reviews the factors underlying this award at the end of each reporting period including the valuation of Cable Television (based on the estimated enterprise fair value of Cable Television as determined by the income approach using a discounted cash flow model and the market
approach using comparable public company multiples). Significant inputs to the discounted cash flow model include projected revenues assumptions, future operating profits, and discount rates. Significant inputs to the market approach include publicly held peer companies and recurring EBITDA multiples. The terms of the 2024 Employment Agreement were effective as of January 1, 2022 and continued until December 31, 2024 (the “Initial Term”). After expiration of the Initial Term, the term of the 2024 Employment Agreement extends automatically for additional one (1) year periods, unless either party provides written notice of its/his intention not to renew to the other party at least sixty (60) days before the expiration of the Initial Term or any renewal term of this Agreement, as applicable. As a part of its 2025 Refinancing (as defined in Note 9 - Debt), the terms of the Employment Agreement were amended to limit his total cash compensation (the “Cash Compensation Limits”). The Cash Compensation Limits do not apply and are not operative for any fiscal year in which the Company’s leverage ratio (as defined in the indenture governing the Company’s First Lien Notes) as of December 31 of such fiscal year is less than 4.75:1.00. The Cash Compensation Limits also do not limit any compensation paid to Mr. Liggins in the form of common stock. Finally, the Cash Compensation Limits terminate once certain original noteholders and their respective affiliates no longer own any of the First Lien Notes.
(b) The fair value is measured using a discounted cash flow methodology. Significant inputs to the discounted cash flow analysis include revenue growth rates, future operating profit margins, and discount rate.
Schedule of Changes in Level 3 Liabilities Measured at Fair Value on a Recurring Basis The following table presents the changes in Level 3 liabilities measured at fair value on a recurring basis for the three months ended March 31, 2026 and 2025:
Employment
Agreement
Award
Redeemable
Non-controlling
Interests(1)
(In thousands)
Balance as of December 31, 2025$7,099$2,631
Net loss attributable to redeemable non-controlling interests(22)
Distributions(982)— 
Purchase of ownership interest in Reach Media(1,264)
Dividends paid to redeemable non-controlling interests— 
Change in fair value888 
Adjustment of redeemable non-controlling interests — (1,345)
Balance as of March 31, 2026$7,005$
(1) On February 25, 2026, Reach Media closed on the Put Interest increasing the Company’s interest in Reach Media to 100.0%. Reach Media paid the last of the non-controlling interest shareholders approximately $1.3 million for the 5.4% interest.
Employment
Agreement
Award
Redeemable
Non-controlling
Interests
(In thousands)
Balance as of December 31, 2024$10,426$7,988
Net income attributable to redeemable non-controlling interests3
Distributions— 
Purchase of ownership interest in Reach Media(3,232)
Dividends paid to redeemable non-controlling interests(936)
Change in fair value637 (105)
Balance as of March 31, 2025$11,063$3,718
Schedule of Significant Unobservable Inputs Used in Fair Value Measurements on a Recuring Basis
For Level 3 liabilities measured at fair value on a recurring basis, the significant unobservable inputs used in the fair value measurements were as follows:
March 31,
2026
December 31,
2025
Level 3 liabilitiesValuation TechniqueSignificant
Unobservable
Inputs
Significant Unobservable
Input Value(a)
Employment Agreement AwardDiscounted cash flowDiscount rate14.0%14.0%
Employment Agreement AwardDiscounted cash flowOperating profit margin range
20.0% - 33.9%
20.0% - 33.9%
Employment Agreement AwardDiscounted cash flowRevenue growth rate range
(6.7)% - (2.0%)
(6.7)% - (2.0)%
Employment Agreement AwardMarket approachAverage recurring EBITDA multiple4.1x4.1x
Redeemable non-controlling interestsDiscounted cash flowDiscount rateN/A15.0%
Redeemable non-controlling interestsDiscounted cash flowOperating profit margin rangeN/A
7.0% - 9.3%
Redeemable non-controlling interestsDiscounted cash flowRevenue growth rate rangeN/A
(0.5)% - 2.5%
(a) Any significant increases or decreases in unobservable inputs could result in significantly higher or lower fair value measurements. Changes in fair value measurements, if significant, may affect the Company’s performance of cash flows.